Revenge
by nikodark
Summary: Phantom is suddenly out to kill Valerie. Now Sam, Tucker, and Danny just have to figure out why and how to stop him. (After D-Stabilized. No PP.)
1. Chapter 1

Valerie was a red and black blur as she zoomed above the clouds on her jet sled at full speed. She was going to be late for school – again – if she didn't hurry, so she had chosen to fly to school in her ghost-hunting persona instead of walking. She seriously had to get a new alarm clock, preferably one without a snooze button. It was far too tempting to just keep hitting that button after she had been out half the night looking for ghosts. Not that there had been much fighting. It had been too quiet lately and she just had to figure out what those ghosts were up to now.

Valerie slowed as she approached the school and circled once looking for a spot where she could change out of her suit without any of the students still straggling into school seeing her. "Cool," Valerie thought victoriously, "made it on time." She finally spotted a vacant corner of the building, but as she began angling downward she caught a green flash out of the corner of her eye. She tried to dodge, but too late. A burning pain exploded in her back and sent her tumbling through the air.

She managed to right herself before hitting a nearby tree, and having kept her jet sled attached flew back into the air, gritting her teeth at the pain in her back. She didn't have time to evaluate her injury though, instead reflexively pulling out her ecto-cannon as she looked around for the source of the blast.

Phantom. Her frown deepened as she spotted his slim black-and-white form hovering a hundred feet from her, his hands charged with glowing green energy. It was a tribute to their recent truce to save Danielle and her gradually softening attitude toward Phantom that Valerie only glanced at him and immediately resumed scanning for whomever Phantom was fighting, her likely attacker. That was her undoing.

Another flash of green was her only warning before pain burst once again through her, this time focused on her right shoulder, causing her to lose her grip on the cannon. She looked up in surprise at Phantom, to find him staring back at her with glowing red eyes. Not the unique merry green eyes that taunted her or begged her to stop fighting, but with the angry, hate-filled, featureless red abysses she had seen on so many other ghosts. Valerie's breath caught in her throat for a second. "No…," she whispered in confusion.

She was brought back to the moment by the sight of Phantom lobbing more balls of ectoplasm her way. She barely evaded them, zipping lower to the ground and dodging among some trees in order to put a little cover between them. The glowing green balls of energy that Valerie had avoided slammed into the school grounds, sending dirt and grass flying. Screams suddenly echoed through the air from the students outside who only now became aware of the fight going on overhead.

Valerie activated her wrist blasters, but winced in pain as she realized her right arm was now useless – she couldn't even lift it, and a dark red stain was rapidly covering the shoulder of her suit. She half-heartedly threw a few blasts back toward Phantom left-handed but he dodged easily. Phantom was gaining ground quickly as he went intangible and simply phased through the trees after her. He was eerily silent. Usually Phantom had some kind of taunt or weak put-down for those he was fighting. It seemed like the ghost could never quit talking actually. His silence now was almost as unnerving as his red eyes.

Valerie hit the end of the line of trees and swooped into a steep climb and turn, clutching her shoulder to try to slow the bleeding. Phantom turned with her and, seeing a clear shot, became tangible once again to shoot beams of green energy at her. His shot suddenly went wild though as he dodged a glowing blue light that sliced through the sky from below. He turned on the spot, pausing for a moment to find the source of the blue light, then hurled a new bolt of energy toward it.

Valerie sped faster, using Phantom's momentary distraction to give herself some breathing room, while looking back to see what had caught his attention. Students who had been caught outside were running and taking cover wherever they could find it. All except for one girl, standing boldly on the front steps of the school with a grim expression on her face, holding an old metal thermos that was the source of the blue light. "What is Sam doing?" Valerie thought in surprise just as the glowing green energy caught Sam and threw her back against the wall of the school, the metal thermos rolling with a sharp clank down the steps and its light extinguishing.


	2. Chapter 2

Danny popped open his locker and took out his books for first period, then fished a piece of paper out of a folder and stuffed them both in his bag. "Dude," Tucker said in surprise, leaning nonchalantly against the wall next to Danny. "You're on time for school AND you actually got your homework done last night?"

"Yeah," Danny replied, a laugh lighting up his blue eyes. "It's amazing what two whole days without any ghosts showing up can do. I might actually pass trig."

"Let's not get ahead of ourselves now…" Tucker started, knowing exactly how bad Danny was at math. He was interrupted by a ringing sound. Tucker quickly fished his PDA out of a large cargo pocket and, seeing it was Sam on the caller-ID, answered it, "Heya Sam…"

"Tucker, get out in front the school ASAP," Sam cut him off, panic edging her voice. "Something's wrong with Danny! He's just gone ballistic on Valerie!"

"Danny?" Ticker looked up in confusion at his friend standing tensely 3 feet in from him, waiting to hear what was going on. "Danny's fine, he's standing right here," Tucker continued.

"What? No, Tucker…" Sam protested, then there was a sudden scream followed by silence as the call went dead.

"Sam!" Tucker yelled. He grabbed Danny's arm and together they started running down the hall. Worry filled Danny's eyes. "Tucker, what's going on?" Danny asked as they ran.

"Problem out front," Tucker panted, not slowing down.

As they reached the large double doors leading outside, Danny felt a chill go through him and his breath fogged in front of his face. "Ghost trouble," Danny confirmed.

Just before Tucker pushed through the doors, Danny proclaimed "Going Ghost!" and with a white flash of light he transformed into his ghostly form. He swiftly became intangible and invisible, and flew through the door to assess the situation.

Valerie was still zipping through the air on her jet sled, dodging green ecto-blasts left and right. Parts of her black and red armor were singed and torn, and blood covered the front of her suit. She looked injured and desperate, no longer even trying to fight, just survive. Below, students huddled together behind bushes and cars, trying ineffectually to take cover.

Just as the boys came out of the schools doors, Valerie swept past again and a beam of glowing green energy finally collided full force with her jet sled, breaking it into pieces and sending her tumbling to the ground. The ghost landed next to her.

Danny stopped on the front steps, hovering there in shock at the scene before him. Tucker too stopped in the doorway, his mouth agape.

Valerie managed to quickly pull herself up onto her knees next to a tree, and stare up into the red hate-filled eyes of Phantom. "Time's up Val," he whispered so only she could hear.

Valerie's eyes went wide behind her cracked mask as Phantom's hands charged with an immense amount of glowing green energy, preparing to unleash it at her.

Time seemed to freeze for Valerie, as she knelt there facing her imminent death. "Why?" she asked weakly as his hands came up. Then suddenly Phantom was bowled over in a flash of green light, grappling with… Danny Phantom? Val sank to the ground, confused, hurt, and vulnerable, unable to do anything but watch the two Phantoms duke it out.

* * *

"Who are you?!" the green-eyed Phantom demanded between blows. There was no answer. Ecto-energy flashed back and forth almost too fast for the eye to follow, as both Phantom's weaved and dodged through the air, occasionally forming a shield against a blast that was too close. "Why are you after Valerie? Are you another of Vlad's clones?" Danny demanded again. He was tiring quickly and breathing hard, but didn't dare let up. This other Phantom was powerful, as powerful as Danny it seemed, and it was a wonder Danny hadn't been seriously hit yet. The red-eyed Phantom didn't acknowledge Danny's questions in any way, instead teleporting behind Danny and landing a strong punch to his side.

Danny's eyes went wide as he doubled over in pain. "Whoa! I can't even do that!" Throwing his hand up over his shoulders, Danny let loose an ecto-blast right in his double's face. Phantom was thrown back and briefly stunned. Danny turned and flew at him, pressing his advantage, charging up for another blow. The red-eyed ghost recovered just in time, dodging the hit.

A sudden screech of tires nearby momentarily distracted the red-eyed Phantom, who glanced over to the see the Fenton Ghost Assault Vehicle (GAV) bearing down on the school rapidly. Danny paid the careening vehicle no attention, but Phantom looked worried and made to shoot into the sky at top speed. This time Danny was faster though, and managed to snag his double's collar. As the other Phantom struggled, Danny glimpsed the edge of a blue ribbon around his neck, hidden under his clothes. He forgot to continue the attack in his surprise. The red-eyed Phantom snarled at him, becoming intangible for a moment, allowing him to slip free of Danny's grasp.

Phantom flew once more, trying to lose Danny, but they were evenly matched in speed. Looking around desperately for any advantage he could find, he suddenly dodged to one side and sent one last bolt of energy flying at Valerie. The sudden change of targets confused Danny who aborted his chase in a last-ditch attempt to shield Valerie.

A glowing shield of ectoplasm sprung up in front of Valerie, a quarter second too late, only partially managing to block the blast. Valerie was sent flying against the tree with a thud. "Val!" Danny shouted, racing toward her. As he landed next to her, Valerie groaned and rolled onto her back, clutching her injured shoulder. Danny breathed a sigh of relief that she was still alive. He turned his eyes back to look for his double, bracing for another attack, but the other Phantom was gone.


	3. Chapter 3

**Forgot to put this elsewhere so I'll put it here - just assume it applies to the entire story: I do not own Danny Phantom or anything related to it... I'm only doing this for my own enjoyment, and just to prove that I can, maybe, actually write something.**

* * *

Tucker stared at Valerie on the ground, at the mercy of Phantom, disbelief etched on his face. He glanced backward into the school at where Danny had been, but couldn't see his invisible friend. Then his paralysis was broken by a black-and-white streak speeding past him, a green glow forming in front of it, just before it struck Phantom and the two went tumbling across the lawn.

"Two Danny's? Oh, that is so not good," Tucker said slowly to himself. Tucker shook himself out of it, starting to panic as he remembered why he had come out here. "Sam!" he called, frantically looking around.

"Tucker, over here!" a female voice cried out, but not the one he'd been hoping for. He turned in the direction of the call to see a thin blond-haired girl waving him over from behind an overturned picnic table.

"Star?" Making a quick decision, Tucker ran for the table, clumsily diving behind it as a stray ecto-blast sent grass and rocks flying in his direction.

Tucker rolled up to a sitting position to see Star crouching next to him covering her head with her arms, trying to block the newest rain of dirt. Next to Star, Sam lay on the ground, her eyes closed, moaning softly and holding her head with both hands. "Sam! Are you alright?" Tucker exclaimed as he moved closer. Her dark hair had fallen out of her usual pony tail and was a tangled mess around her head, and she was covered with smears of dirt and grass from head to toe.

Sam opened one eye a crack to peer at Tucker. "Will be," she croaked. "My head feels like it exploded though."

"What happened?"

Sam closed her eyes again tightly and groaned. Before she could answer, Star said, "Danny Phantom blasted her."

"A stray blast got her?" Tucker asked, glancing from Sam over to where he could just see the fallen Valerie trying to struggle to her feet.

"No! He was aiming right for her! I've never seen him so… so… evil," Star burst out. "I know Valerie says the ghost boy is bad but Paulina and Dash have always been convinced he's a good guy…" Star looked like she was about to cry. She looked back at Sam. "I saw her fall so I grabbed her and dragged her back here." Star bit her lip uncertainly.

"Wow, Star. Thanks," Tucker said, impressed. He would never have thought the popular girl had it in her to do that, much less care to help one of Casper High's "losers".

"Daddy was a marine…" Star shrugged, then shrieked and cowered again as another shower of dirt and rock came down on them. "Why would Phantom do this?" Star suddenly asked, her voice breaking.

"I don't think it was him," Tucker said, pointing up to where the two Phantoms were now engaged in a vicious brawl high above the school. Star gasped. Sam opened her eyes wide at Tucker's words and stared toward where he was pointing.

"Thank God," Sam exclaimed in relief. "I knew it couldn't be Danny. Um, Phantom," Sam corrected with a subtle glance at Star. "He wouldn't do this – attack Valerie, attack me. He just wouldn't," Sam insisted, shaking her head.

"Yeah, unless he'd gone evil again," Tucker agreed glibly. Sam stared daggers at Tucker for a second until he realized what he had said. He bit his lip and shrugged. "Well, it doesn't look like Dan at any rate." Star just looked from one to the other with wide eyes, not following the conversation.

Their attention was wrenched back to the sky by a yell of pain from one of the Phantom's, but from this distance they couldn't tell which one.

"Tucker, we have to help him," Sam fretted, trying to sit up but falling back to the ground with another moan.

"Sure, but how?" he replied.

"I dropped the Fenton thermos by the steps, do you see it anywhere?"

Tucker cautiously peered around the edge of the picnic table toward the front of the school. "I see it. Ok, I'm going to make a run for it." Tucker braced himself in a runner's stance, adjusted his red beret a little tighter on to his head, then seeing his chance sprinted for the thermos.

He managed to snag it, then skidded to a halt as a green beam of energy shot past just in front of him. He caught a glimpse of Valerie being hit just as a familiar black-and-white streak passed him, racing toward her. Tucker frantically fumbled with the metal thermos, trying to aim it in that direction and find the "on" button.

Before he managed to activate it, the green-eyed Phantom had landed next to Valerie. Danny turned toward her and cautiously took a step forward. "Are you ok?" he asked her.

"Thank goodness," Tucker sighed, slapping his hand over his face and letting the thermos fall to his side. His relief was cut short however as Valerie jerked herself to a sitting position, bracing her back against the tree, and thrust her left wrist blaster out toward Phantom.

"Don't come near me ghost!" Valerie shouted vehemently, trying to steady her shaky aim.

Danny halted and raised his hands up to show he meant no harm. He gazed worriedly at her still bleeding shoulder, the way she didn't move her right arm or left leg, and her mangled armor which likely concealed more equally serious injuries. "You're really hurt. I just want to help," he said with concern, and tentatively reached a hand toward her.

Danny yelped as a red ecto-blast whizzed by his right ear, just missing him. He frowned in frustration, then took to the air again as Valerie's blaster charged up for another shot. He glanced back at her, wanting to say something more but not knowing what. Looking around for help, he spotted Tucker. Speeding over, Danny realized that he still hadn't seen Sam yet either. "Did you find Sam?" he asked with alarm.

"Yeah dude, she'll be ok."

"Good," Danny said with relief.

"So, who was that? What's going on?" Tucker demanded.

Danny shook his head, "Later. Val's in a bad way." Then he abruptly sped off into the sky, becoming invisible.

Tucker stared after him, "And…?" He stuck the thermos in a pocket. "I'm not the one who knows first aid," he mumbled to himself. Sam and Jazz had taken the course, and Danny had to do enough of his own, but Tucker… Even after all they'd been through Tucker still felt distinctly queasy at the sight of blood up close.

Tucker had hardly taken two steps in Valerie's direction however, when Danny Fenton came running around the corner of the school and sped to Valerie's side.


	4. Chapter 4

Valerie stiffened as someone raced toward her, but seeing the familiar black hair and blue eyes of her friend Danny she dropped the blaster she had automatically raised and went back to putting pressure on her injury. Danny knelt next to her, dropping a school-issue first aid kit on the ground. He looked over her red-and-black armor uncertainly. He fished out some gauze from the first aid kit and started to reach toward her shoulder, but she flinched backward. "What are you doing?" she asked.

"Val, I know a little bit of first aid. Let me help you," he said in a tense, but surprisingly calm, voice.

Valerie blinked and took a sharp breath. "You… you know it's me?"

Danny smiled a small, nervous smile that didn't reach his worried eyes. "Val, your mask is broken."

"Oh," she breathed, finally paying attention to the cracked plastic, pieces missing in places. "I… you… I just…" she fumbled for what to say.

"It's ok," Danny said, giving another apprehensive smile. "I understand." He reached toward her injury again and she let him settle the gauze firmly into place this time.

Seeing that Danny was going to take care of Valerie after all, Tucker looked back for Sam. She was leaning heavily against the picnic table, but at least was on her feet now. Tucker ran over and saw that Star was still huddled behind the picnic table. "Are you sure it's safe now?" Star asked with concern.

"I think they're gone," Tucker replied. Hearing a screech of tires and a slam from the nearby parking lot he added, with a significant look at Sam, "And backup is here." Star took once glance, spotting the GAV, and with a shudder moved further into the cover of the picnic table.

Sam sighed and rolled her eyes, "Just what we need now."

Tucker slung one of Sam's arms around his shoulders and put his hand around her waist. "Thanks," Sam said and they began hobbling toward Danny.

"Danny," Sam called when they were about half-way there. Danny looked up, glad to see Sam safe but frowning at how much she was having to lean on Tucker. "Danny," Sam called again, "incoming!" She pointed toward the parking lot where a pair of figures, one in orange and one in blue, were now stalking toward the school grounds with weapons drawn.

Danny pursed his lips, thinking, then called, "Bring them over here."

Tucker's eyebrows lifted in surprise, "Is that really a good idea?" Sam just shrugged at Tucker, "I'll be ok from here. Go get them." Tucker gingerly separate from Sam and then ran over to Mr. and Mrs. Fenton, Amity Park's most notorious ghost hunters.

"Ghost!" Jack Fenton suddenly shouted, raising his shoulder-mounted ecto-cannon to fire at the figure dashing toward him.

"Jack, no!" Maddie called shrilly, and with one well-placed hit swatted the barrel of his gun down toward the ground. "It's just Danny's friend Tucker!"

"Oops. Sorry about that." Jack replied, momentarily chagrined.

"So much running…" Tucker panted as he reached them, seemingly oblivious to the close call he had just had. "Mr. & Mrs. F," he said, "this way." Tucker pointed back toward where Danny and Valerie were.

"Danny!" Maddie cried and took off at a sprint with Jack close behind. They drew up short at the sight of the armor-clad ghost hunter slumped against a tree, Danny hovering over her, and both covered in a fair amount of blood.

"Danny, are you alright?" Maddie asked, her concern first for her son.

"Yeah Mom, I'm fine, but Valerie is hurt pretty bad," Danny replied, never taking his eyes off what he was doing.

Maddie and Jack looked between their son and the hunter. "Valerie, as in your ex-girlfriend Valerie?" Maddie asked.

"We don't have time for that right now, Mom. Just help me here, ok?"

Maddie was shocked at the tone in her son's voice, but immediately bent down to assess Valerie's injuries. Jack hung back and said confidently, "An ambulance should be here soon. They would have been called just after we were. Standard practice for a ghost attack."

"No, I can't…" Valerie started to protest.

Danny shook his head emphatically, finishing Valerie's thought for her. "No, she can't go to the hospital. There's a really powerful ghost after her. She won't be safe there."

"A ghost! Which ghost?!" Jack demanded.

"Ph..Phantom," Valerie whispered.

Danny shook his head again, "No, it wasn't Phantom, but it was a look-alike. Phantom fought him off, whoever he was…"

"Phantom! I always knew that ghost kid was evil. Don't worry, we'll get him," Jack declared, too focused on the name to hear anything else Danny had said.

Maddie frowned. "We can discuss this later. Right now we need to get Valerie somewhere safe where we can tend to her injuries better."

"Home," Danny stated firmly.

Jack tilted his head, not understanding for a moment, but Maddie nodded. "Yes, Fenton Works. She'll be safe there."

"Of course! There's no place safer from ghosts," Jack cried with pride. "I'll go get the GAV."

"I don't know about this, Danny…" Valerie said quietly. "I don't want to put you or your family in danger either."

"Don't worry," Danny replied with a grim grin, "this is what they do. Just another day in the life of a ghost hunter, right?" Valerie gave a short laugh and looked disbelieving at Danny's parents, but apparently didn't want to voice her doubts in front of Maddie.

"It will all be all right. We'll figure this out and find a way to stop him," Danny promised.


	5. Chapter 5

Maddie and Jack quickly loaded Valerie into the GAV. Danny went over to where Sam and Tucker were standing a short distance away. "Are you sure you're ok?" Danny asked Sam, who was now managing to stand on her own without wobbling.

"Standard question," Sam retorted, an eyebrow raised at the irony.

Danny rolled his eyes, "Fair enough, but you're not the one with ghostly healing abilities." Danny glanced over at his parents to make sure they were still preoccupied with Valerie. "I need to stick with Val for now. Can you guys come over so we can try and figure this thing out? You can ride with us."

Sam and Tucker gave the GAV a doubtful look, seeing Jack now climbing into the driver's seat. "Um, we'll meet you there," Sam said. "I don't think my head can stand any more impacts for the day, even if it is just into the headrest of the seat in front of me…"

Danny gave an apologetic smile, "Yeah, well, if you're sure you're ok…" Sam nodded once and shooed him. "See you there then," Danny said as he dashed back to the GAV and climbed into the passenger seat.

The ride back to Fenton Works was relatively uneventful. Jack even managed not to hit anything along the way, going nearer the speed limit than usual, out of consideration for the injured girl being treated by Maddie in the back.

They parked outside on the street. Jack jumped down out of the GAV and, pulling out his ecto-cannon again, called to Danny, "I'm going to recon the house and make sure that ectoplasmic scum didn't beat us here. Don't come in until I've given the all clear." Jack took off without waiting for an answer.

Danny looked after the large orange form of his dad for a second, considering following, but then realized how many ways that could go wrong. Dad on high-alert, ecto-cannon, accidently surprising him from behind… yeah, better to just wait for the yelling then go help if necessary. Danny hopped down and headed toward the back of the GAV.

Speaking of yelling… Danny jerked to a halt at the sound of a shrill scream. His sister's scream. Danny was at the front door in an instant, wrenching it open to a cloud of plaster dust and his father's voice booming from the living room, "I'm really sorry Jazzerina. I forgot you were home sick for the day. But, have you seen any ghosts? Is Phantom here?"

Jazz coughed, "Phantom…? What? No! Why would Phantom be here?" Danny could hear the confusion and rising panic in her voice. He hurried through the kitchen, squeezing past his father standing in the doorway to the living room. The dust was already beginning to settle and he could see a large hole in the ceiling above the couch. Jazz was standing in front of the couch, still in her pajamas and wrapped in a blue blanket, and completely covered in white powder and chunks of plaster.

Jazz looked at Danny with relief, then tried to shake some of the dust out of her long red hair, coughing again. "What's going on?" she asked.

Danny and Jack both opened their mouths to answer, but just then Maddie and Valerie pushed their way in too, weapons drawn, with Valerie leaning heavily on Maddie. "What happened Jack? Is he here?" Maddie asked.

"No, false alarm. But I need to check the rest of the house," Jack said, suddenly alert again, and ran off up the stairs. Maddie and Valerie lowered their weapons, Maddie looking somewhat embarrassed.

Jazz was staring in wide-eyed shock at her mother and the ragged Valerie. "Danny, what's going on?" she asked again slowly, all the muscles in her body rigid with tension.

"Phantom tried to kill the hunter girl!" Jack called down helpfully from the top of the stairs.

"What!" Jazz exclaimed.

"No!" Danny desperately cut in. "It wasn't him. Phantom saved her life. It was a Phantom look-alike who attacked her…"

"Upstairs is clear!" Jack interrupted, running through the living room again. "I'll check the lab, then you can take her down there," he said to Maddie as he passed by.

Jazz took advantage of the momentary distraction to whisper to Danny, "Amorpho?", referring to the shape-shifting ghost who had impersonated Danny Phantom once before.

Danny shook his head and whispered back, "We'll talk when Sam and Tuck get here."

Jack declared the lab safe a minute later. Maddie and Jack helped Valerie down the stairs, Danny and Jazz trailing behind them. They helped Valerie up onto an uncomfortable metal examining table and Maddie got to work. While she was by no means a medical doctor, the many courses in biology and physiology Maddie had taken over the years (in order to better compare the make-up of ghosts to people and other living organisms) and the many times she had had to patch Jack up after an accident with one of his new inventions, meant she was the next best thing.

Meanwhile, Jack went over to a nearby console and started hitting some buttons. A humming sound could be heard throughout the house as Jack announced, "I've turned on the ghost shield and put all the ghost sensors on maximum sensitivity. I'm going up to the Ops Center to make sure all the ghost defenses are operational too. No ghost is getting into this place without one heck of a fight!"

Jazz looked with concern at Danny as Jack hurried past them, but Danny just shrugged and said softly, "It's a good idea."

Valerie sat quietly on the table and allowed Maddie to remove her helmet. She looked at Valerie with a critical eye, then said briskly, "We're going to have to get the rest of this armor off so I can see the full extent of your injuries."

Valerie nodded reluctantly, then with a guilty look at Danny and Jazz, she silently willed the armor to retract. It unwrapped itself from around her and disappeared, leaving Valerie sitting there in a yellow tank-top and orange skirt. Maddie gasped in surprise, then she caught Valerie and laid her down on the table as Valerie collapsed without the support of her suit.

* * *

Valerie winced and bit her lip so she wouldn't cry out as Maddie poked and prodded her various injuries. Tears were forming in the corner of her eyes. From the pain, she told herself. She tried to distract herself from the stitches Maddie was now putting into her shoulder by asking Danny, "So, does everyone know now? About me I mean?"

Danny considered the question, "No, I don't think so. You'd have had to be pretty close to recognize you even with your mask cracked like that. So, probably just us here, and maybe Sam and Tucker."

Valerie sighed. "Well, that's something I guess." Valerie looked Danny in the eyes. "If they don't know, can you not tell them please? I know they're your best friends, but I really don't want..."

She trailed off seeing the guilty look on Danny's face as his gaze suddenly fell to the floor. "Well, I…" he began.

"You already told them," Valerie guessed, remembering him talk briefly with the two before they left the school.

He looked back up at her, his blue eyes apologetic. "Sorry."

"S'okay," Valerie said, wincing again as Maddie now tightened some bandages over her shoulder.

There was an awkward pause, then Jazz turned to Danny and said, "So, what exactly did happen?"

He shrugged. "I don't really know. I got there just in time to see the Phantom look-alike about to blast Val to smithereens." He gave Jazz a look that Valerie couldn't quite interpret, then quickly continued, "Then the real Phantom came out of nowhere and tackled him. It was a pretty rough fight, then the look-alike threw a cheap shot at Val out of nowhere and took off while Phantom was distracted protecting her."

Valerie frowned and noticed a similar expression on Maddie's face. Danny's account seemed a little biased in Val's opinion. Jazz seemed to accept Danny's explanation at face value, but wasn't satisfied, "So, Valerie, what happened before that? How did it start?"

The doorbell rang, interrupting the conversation. Maddie was still occupied checking Valerie and Jazz didn't look like she'd be moving very fast, so even though he didn't want to leave just then Danny said, "I'll get it." There was the sound of stomping footsteps from the floor above and Danny took off running up the stairs as quick as humanely possible, shouting, "It's just Sam and Tucker! They said they'd be coming over!"


	6. Chapter 6

**I justed wanted to take a moment and thank all of you who have reviewed. Every bit of encouragement helps! I also take constructive criticism really well, so don't be afraid to throw it out there.**

**Also, just a side note, this probably should have been two chapters, so it's a bit longer, but I wanted to leave it together rather than having one really short chapter... oh well, you'll see what I mean.**

* * *

Danny made it to the door before his Dad had even made it into the kitchen. He opened it to let Sam and Tucker in. "Danny!" Jack admonished from behind him. "That could have been the ghost! You need to be more cautious!"

"I don't think the ghost will just walk up to the front door and ring the bell, Dad."

"You can never be too careful. Speaking of which, I don't think it's a good idea for you to have friends over when ghosts might attack at any moment."

"But, Mr. F.," Tucker cut in, "Sam was attacked by the ghost too. She could also be in danger."

"Oh, why didn't you say so? Of course you can stay here until we take that ectoplasmic menace down. Uh, as long as your parents know," Jack added.

Sam nodded, "We talked to them on our way over, Mr. Fenton."

"Right then," Jack nodded, satisfied. "Make yourselves at home," his eyes narrowed suspiciously at Tucker, "but stay away from my fudge. I'll need it later." With one last look at the three of them, he left the room, absentmindedly mumbling to himself, "Fudge helps me think you know. Hmm, I've got to find some way to make that ghost shield stronger…"

"Good thinking, Tuck," Danny said quietly to Tucker as his father left.

Tucker shrugged, "Just the truth, man. That ghost did attack Sam. Although, whoever he is, he really seemed to be mostly after Val."

"Speaking of the truth," Sam said, "we did talk to our parents on the way here too. Apparently the ghost attack has been all over the news and they are freaked out. They're not exactly happy about us being over here either, but I think they'll let it go for now. Did Val's Dad totally freak too?"

Danny shrugged. "He hasn't called here."

Sam frowned. "That's weird. They had interviews with some of the students and they were pretty clear that the Fenton's had taken 'the Huntress', or whatever they're calling her now, with them."

"Maybe he hasn't watched the news?"

"Maybe, but Val should probably call him before he sees it and has a heart-attack or something."

"Yeah, ok," Danny said.

The three trooped into the lab, passing Maddie and Jazz who were on their way up the stairs. Maddie stopped Danny, "I'm going to make some lunch for all of us. Valerie got very lucky – her injuries could have been a lot worse."

Danny cringed. "How bad was it?"

Maddie shook her head, "Well, it's a miracle nothing was broken, although a couple of her ribs are cracked and she has a mild concussion. Then there were the ectoplasmic burns to her shoulder and back, plus that nasty gash on her shoulder, a sprained knee, and more bruises and cuts than I'd care to count..."

"But she'll be ok?" Danny interrupted his mother's recitation.

"Yes, she should be ok in a week or two as long as she rests. I wouldn't recommend fighting ghosts again anytime soon though," his mother said sternly.

Danny smiled in relief, "Thanks. But I don't know if there's much stopping her."

* * *

Valerie was looking a little better now that she was bandaged up. She was still lying on the metal table, but looked over at them as they came in.

"Val, um," Danny said, suddenly awkward, not sure how to put this without giving away that he knew her dad knew about her ghost hunting. "Apparently the fight made the news, and all the students were sent home from school. Tucker and Sam's parents have already called them in a panic to make sure they're ok since they didn't come home right away. You might want to call your dad too."

Valerie moaned, "Oh, Daddy must be worried out of his mind by now. I'm going to be grounded for the rest of my life." Danny raised his eyebrows, and Valerie looked at him miserably. "He's doesn't approve of my ghost hunting, and seeing me this hurt…" She sighed and fished her cell phone out of a pocket. "I guess I'd better call him."

Valerie tried her dad's cell phone first, then their home, and finally his work. There was no answer at any of the numbers, but she left voicemails at all three. She tried his cell twice more. Valerie was getting worried. "I can't get hold of him," she said to Danny.

Danny looked to Sam and Tucker, then back to Valerie, "Do you think the ghost would go after him?"

Valerie's eyes were big as she considered it. "He might. He knew who I was – he called me 'Val' at least – so he might know where I live, or could find out…" she started babbling.

"Even if he didn't go after your dad, he might have gone to your place thinking you'd go back there after the fight," Sam cut in. Danny nodded.

Tucker had pulled out his PDA and was furiously hitting buttons on it. A moment later he said triumphantly, "I've tracked the location of Mr. Gray's cell phone."

Valerie looked at Tucker in surprise. "You can do that?"

Tucker smiled nonchalantly and blew across his finger nails as he said, "I got skillz." Then his expression fell as he gazed at his PDA again. "It says he's at home."

Valerie started to get up. "I have to get there. He could be in trouble!" she exclaimed.

Danny caught her by her good shoulder. "Val! You can't! You're in no shape to go anywhere right now."

"But I have to! If that ghost has hurt him…" Valerie gritted her teeth and tried to push against Danny, but she didn't have enough strength.

"I'll take care of it, Val," he said.

"We'll tell Mr. and Mrs. Fenton. They can go check on him," Sam quickly added, giving Danny a look.

Danny rolled his eyes at Sam, but capitulated. "Just rest Val. I'll go tell my parents. They'll make sure he's safe."

Valerie reluctantly lay back down, unsure about trusting her father's life to the two bungling ghost-hunters, but not having much choice.

* * *

Maddie and Jack were out the door in a flash, pausing only long enough to press some ecto-weapons into the kids' hands, with Jack admonishing, "Remember, these can't hurt humans, only ghosts. So fire first and ask questions later!"

Danny watched out of the kitchen window as his parents jumped into the GAV and drove off. As soon as they were out of sight he handed the weapons to his friends who were standing nearby, then declared, "Going ghost!"

"Danny!" Sam yelled in warning, too late.

Bright white rings of energy formed around Danny and passed over his body, transforming him into his white-haired, green-eyed alter-ego: Danny Phantom.

"Ectoplasmic entity detected," came Jack's eager voice over the house's speaker system as panels opened up to allow laser turrets to descend from the ceiling.

Danny jumped, his eyes wide. "Oh crud!" The white rings swiftly passed over him again, returning him to human. The laser turrets swiveled around a couple times, as if seeking a target, then slowly retracted. Jazz peaked her head in the kitchen door to see an embarrassed Danny. "Sorry," he said, grimacing. Jazz just shook her head slowly and disappeared again.

Sam rounded on him, "Danny, you have to be careful! With both Valerie and your parents running around here on high alert for ghosts… "

"I know Sam. Sorry." Danny apologized again. Danny opened the door to step out.

"Where do you think you're going?" Sam asked, exasperated.

"To check on Val's dad."

"Danny, what are we going to tell Valerie when she asks where you are?"

Danny shrugged, "Tell her I went with Mom and Dad."

"And when she talks to them later and they say you didn't go with them?" Tucker asked this time.

Danny threw his hands up in the air, "I don't know. Just make something up. Distract her. Get Jazz to do it, she's good at that kind of thing." He gave Sam and Tucker a determined look. "I can't let Mom and Dad potentially face that Phantom-phony alone."

Sam sighed in defeat. "Fine. Just try to get in and out before your parents get there. You don't need to be fighting them today too."

Danny nodded and walked out. "Be careful," Sam whispered again as she watched him slip outside the ghost shield.

* * *

Danny Phantom, invisible and intangible, slowly walked through the wall of the apartment complex into the Gray's living room. He felt a chill go through him as he let out a frosty breath. Danny's green eyes darted about, looking for any sign of the other ghost.

"Where's Val?" came a low and menacing voice from a room to the right. Danny's own voice, he recognized, despite the tone. "Was she too hurt to come herself?" the voice continued, sounding almost pleased with himself.

Danny crept, still invisible, toward the doorway to peer into a darkened bedroom. He stifled his gasp when he saw Damon Gray kneeling in the middle of the floor, bound and gagged with glowing green ropes of ectoplasm, his head hung in exhaustion. Behind Mr. Gray hovered Danny's double, red eyes shining brightly, a small smirk on his face.

"You really should stay out of this you know. This is just between me and Val," Phantom said, now scanning the room calmly.

"You hurt my friends, you have to deal with me!" Danny shouted as became visible, flying through the doorway toward his doppelganger. Phantom parried the charge expertly, sending Danny into a wall.

Phantom gave a short, bitter laugh, throwing bolts of ectoplasmic energy at Danny. Danny pried himself out of the wall just in time to put up a glowing green shield in front of himself. He retaliated with ghost rays of his own that Phantom easily deflected.

Blows were traded back and forth, with few actually hitting. The small space was making it difficult to fight, especially without accidently hitting Mr. Gray, who was now watching the battle with terror in his eyes.

"What do you want with Valerie?" Danny shouted at Phantom as he phased through the bed just in time to miss being hit with another energy-charged fist. Phantom's red eyes just narrowed and he smiled evilly again. Danny's green eyes suddenly became a polar blue as a beam of ice energy shot from his hands, intending to freeze the other Phantom in his tracks.

To Danny's shock, Phantom countered with ice-powers of his own. As the blasts met, it showered the room with shards of ice, tinkling loudly as they broke upon the floor. They each stopped and just stared at each other – green eyes meeting red. Danny shivered at seeing such empty red eyes on a perfect copy of his own face. "What are you?" he asked, mesmerized. Phantom merely glared in response.

Taking advantage of the pause, Danny suddenly released a beam of green energy from his hand, not at Phantom but at the ectoplasm ropes holding Mr. Gray. The ropes and gag briefly glowed brighter before dissolving away. "Run!" Danny shouted.

Damon Gray staggered to his feet. Phantom moved swiftly to intercept him, but Danny lunged at his copy, turning them both intangible just long enough that they flew through the apartment wall and fell three stories to the pavement below with a crash. Danny landed on top, his double taking the brunt of the damage. Phantom groaned, temporarily stunned.

Danny grabbed the front of Phantom's suit with one hand, pulling him up for a better shot, his other hand cocked back and charging with energy for a super-charged punch. Then that same blue-gray ribbon under Phantom's collar caught Danny's attention. His hand reached forward, almost of its own volition, and pulled the ribbon out and along with it a gold medallion in the shape of a cog. Danny stared in shock at the "CW" engraved on its center, unable to breath. "No…" he whispered. "You can't be…"

Suddenly the medallion slipped through his hand. The body beneath him was abruptly no longer there either, as the red-eyed Phantom phased through the concrete below them and into the ground. Danny attempted to land a punch as Phantom disappeared, but only managed to bruise his knuckles as he broke the pavement.

He started to look around frantically for Phantom again, but froze at the sound of an ecto-weapon charging behind him. He scrunched his eyes tightly shut for a second, and said to the universe, "Not now…"

"Hold it right there, ghost scum!" Danny didn't even look backward. He was invisible and intangible, shooting into the sky at top speed, before Jack had gotten the first two words out.


	7. Chapter 7

Sam was watching out the front window of Fenton Works apprehensively, waiting for Danny. She spotted his dark hair and familiar white and red t-shirt emerge onto the sidewalk from an alleyway down the block. He was not quite running, muttering to himself as he hyperventilated. Sam opened the door for him before he reached the front steps and asked, "Danny, what happened?"

He looked up at her as he entered. "HE was there." Danny's eyes flashed green for a moment. His jaw was clenched tight in anger, but there was also a look of distress in his eyes that worried Sam.

She put a tentative hand on Danny's shoulder. "Is Valerie's dad ok?"

Danny raised a hand to his forehead, trying to calm down. "Yeah, he's alright. I think so at least. Mom and Dad should have him by now." His hand lowered and his breathing evened out a little. "How's Val?"

"She's doing ok. Jazz and Tucker are both with her right now, just in case." She gestured to her Fenton Wrist Rays, indicating the other two were similarly armed. "Jazz and I moved Valerie up to the guest room so she could be more comfortable."

"Good, that will make this easier."

"Make what easier?"

"Getting into the ghost zone. I have to go talk to Clockwork." Danny started to walk toward the basement, where the Fenton Portal was located.

"Clockwork?" Danny didn't stop so Sam ran after him into the lab. "Danny, what exactly happened? What does Clockwork have to do with this?"

He stopped in front of the closed portal and turned back to her, staring down at his shoes. "That's what I need to find out," he said. "Have Jazz close the portal after I'm in. Tell her to give me an hour, then open it back up again so I can get out."

Sam nodded reluctantly, knowing from her friend's look that he wasn't going to say more. "Ok, but shouldn't one of us come with you?"

"No, I'll travel faster by myself. Stay here and be careful." He turned and pushed his thumb against the genetic locking mechanism which was keyed to only the Fenton family, and the heavy portal doors opened with a hiss.

Before he could step through the portal, Sam grabbed him into a quick hug. "You be careful, too." Sam blushed and let him go. Danny's cheeks reddened slightly too as he stepped away. He gave a little wave then jumped through the portal, changing into Phantom as he entered the swirling green mists.

* * *

Danny flew through the sickly green sky of the ghost zone until he reached the imposing Clock Tower that was Clockwork's home. He phased effortlessly inside, into the inner workings of the clock. Glowing green gears and shafts surrounded him, ticking through their movements with precision. In the middle of the chamber was a softly glowing panel, which Danny landed next to. "Clockwork?" he called loudly.

"You should not be here," said the deep echoing voice of the ghost of time. Danny spun around to face an old man with pale blue skin and a long straggly white beard, wearing Clockwork's signature violet cloak. "I suppose it was inevitable however," the ghost continued in a resigned tone.

"You know why I'm here then," Danny said.

"I know all," Clockwork answered. His red eyes narrowed. "You are here to ask about the future version of yourself that overpowered me and took one of my medallions so that he could travel back to your time."

Danny gulped. "So, he is me – from the future – after all?" His face fell as his worst fear was confirmed.

"Yes," Clockwork replied mercilessly, a strong, youthful face taking the place of his aged form.

"But it's not Dan, right?"

"Correct. Dan is still safely contained here, in my domain."

Danny let out a long breath, comforted a little. He bit his lip, considering Clockwork's earlier words. "But how could he overpower you? I thought you knew everything, were all powerful or something?"

Clockwork's body suddenly shifted to that of a young child, though his voice remained deep and strong. "Just because I have knowledge of everything that was or ever will be and complete control over time? No, I am unfortunately not ALL powerful. And apparently I was too trusting about whom I shared my knowledge with." He turned his back on Danny, becoming older again.

Danny hung his head, running a hand through his hair, his face tight with anger. "So, I'm doomed to be evil in the future, no matter what I do?"

Clockwork glanced at Danny over his shoulder, then turned back to face the glowing white panel in front of him as if he could see something in its mists. "Ghosts, like people, are rarely completely good or completely evil. They are all driven by their wants, their desires, and, especially for ghosts, their obsessions."

"And my future self's obsession is… Valerie?"

"Yes," Clockwork acknowledged solemnly. That one word seemed to echo throughout the Clock Tower.

Danny put his head in his hands. "But I promised them…," he whispered to himself.

Clockwork, now wrinkled and bearded again, put a hand on Danny's shoulder, startling him. "There are many twists and turns the future may yet take. While some paths have always led to evil, most on your journey do not." He paused a moment like that, letting his words sink in.

Then Clockwork suddenly straightened and swept his staff through the air, creating a spinning blue portal in midair. He pointed at the portal. "Now, it is time for you to go home."

Danny looked up, green eyes wide. "But you have to help me stop him!"

"Now that he is in your world, your time, I cannot interfere. You must deal with him there."

"But you've interfered before. You could just pop in and stop time so I could trap him. You have to do something!" Danny pleaded.

"I could, but I am forbidden to." Clockwork moved away again, floating toward the door at one end of the room.

"The Observants can't stop you…"

Clockwork turned back one last time. "No, but they could make my job much more difficult. And, free will must be respected – yours and well… yours. The path the future takes is up to you now."

Danny rounded on Clockwork, frustrated. "Clockwork! What are you up to?!"

With a wave of one hand, an invisible force threw Danny backwards through the portal.


	8. Chapter 8

**I'm sorry it's taken me so long to continue this story. Real life intervened. But now, on with the story!**

* * *

Danny landed with a thump on top of something soft back in his parents' lab. Something soft and yelling, a flurry of red hair tickling his face. "Sorry," he said quickly as he floated upward, off of his sister.

Jazz sat up, rubbing her forehead. "It's a good thing you're not all that heavy in ghost form." Her eyes suddenly went wide in alarm.

He heard it at the same time she did – the click of weaponry locking into place as the anti-ghost defenses fixed on him. With a growl of frustration, the white rings swept over Danny, his black hazmat suit once again becoming jeans and a t-shirt, his eyes going from green to blue, and white hair to black. With a reluctant whirr the weapons once again powered down.

"Danny, you have to be more careful with the defenses on like this!"

He clenched his teeth. "Will everyone please stop telling me to be careful! I'm trying! It's not my fault that…" He stopped and tilted his head curiously at an odd buzzing noise. Jazz suddenly put her hand to her ear, realizing something was missing. She scrambled across the floor, searching until she came up with a green and silver earpiece that had slid into a corner next to the ghost portal.

Jazz stuck the Fenton Phone back into her ear and said, "I'm here! No, no, it was just Danny." A pause. "Yeah, he's back." A slightly longer pause. "Ok, we'll be up in a minute." She walked over and closed and locked the ghost portal before turning back to Danny.

"Are Mom and Dad back yet?" Danny asked.

Jazz gave him a speculative look, "No, you only left about 5 minutes ago. I was just about to close the portal when you came crashing through it." Danny froze for a second then shook it off – that's what messing with the master of time does, he supposed. Jazz noticed his reaction but her only comment was a frown.

"Sam and Tucker are waiting for us upstairs. I get the feeling we have a lot to discuss." She started to lead the way up the stairs. "Oh, and Valerie has been asking to see you. We've been telling her you're up in the Ops Center keeping an eye on the defenses, but she thinks you're avoiding her because you don't know how to deal with her ghost hunting." Danny just shook his head and sighed.

Jazz led Danny up to his room. Tucker was lounging in the desk chair, feet propped up on the desk, fiddling with his PDA. Sam was sitting stiffly on Danny's bed, but jumped up as soon as they entered. "Danny, did you manage to talk to Clockwork? What did you find out?"

Danny looked around at them. "Shouldn't someone be watching Val?"

"Dude, we are," Tucker announced, turning the computer screen on Danny's desk so that Danny could see it. On the screen was Valerie lying in bed in the guest room. "I rigged a camera so we can keep an eye on her from here. She needed some sleep, and well, we needed to be able to talk without her listening in the whole time."

"We also put a Specter Deflector on her," Sam added.

Danny relaxed a little. "Good idea, although I'd still feel better if one of us was in there with her."

"We will, but we need to talk first," Sam said.

"Ah, ah, ah," Tucker interrupted, holding up his PDA. "Before Danny gives it all away, I should refresh our memories on the betting pool."

Sam rolled her eyes. "Tucker!"

He ignored her and continued, reading a list from his PDA screen. "Theory 1: R.E.P. is another of Vlad's clones, sent to kill Valerie because Vlad feels he's losing his control over her."

"R.E.P.?" Danny asked.

Tucker glanced up at him. "Red-Eyed Phantom." Danny slapped a hand to his forehead with a sigh. "Of course, you didn't see any more clones when you were in his lab the other week, and you guys trashed the lab pretty badly, so odds are low on that one," Tucker continued, back to reading.

"Theory 2: It's a suped-up Amorpho or other ghost somehow impersonating Phantom, out to discredit him. Again, maybe for Vlad. Theory 3: Danny has subconsciously created a duplicate of himself to work out his conflicting feelings toward Valerie."

"Hey!" Danny interrupted.

Tucker pointed. "That one was Jazz's."

"Theory 4: Dan has returned or alternatively..."

Danny was practically tearing his hair out. "It's me from the future! Again!"

"Yes! I called it!" Tucker shouted, throwing his hands up in victory. He quickly dropped them again at the withering glares Jazz and Sam gave him. "Uh, sorry man," he said meekly.

Danny sat down heavily on his bed, resting his head in one hand. Sam sat down next to him and gently took his other hand in hers.

Jazz paced restlessly in front of the bed. "So, what exactly did Clockwork say?"

Danny shrugged. "Not much. Basically that it was me from the future, he's obsessed with Valerie, and that Clockwork wouldn't help me this time for some reason."

"Obsessed? Like a ghostly obsession?" Jazz asked, frowning.

"I guess," Danny answered, shrugging again. Sam and Jazz exchanged worried glances.

"But why would he need to come back in time? And why would he want to kill Valerie?" Tucker interjected. "That's what he was trying to do at school, right? If Danny hadn't interrupted him, R.E.P. would have killed her."

Sam gave a little gasp, her face going pale.

"What?" Danny asked, concerned.

She shook her head, her color coming back. "N… Nothing," she stuttered. "I just… I was out for that part. I didn't realize he… it was that serious."

Jazz gave Sam a warning look, then held up her hands in a placating manner. "We can't jump to any conclusions," she said firmly. "We just have to concentrate on how to stop him right now."

* * *

A half hour later, there was still no consensus. Danny was basically of the "find him and fight him" mindset. Sam wanted to use Valerie as bait to lure out the other Phantom, but Danny was firmly against anything that put Valerie in more danger. Tucker was staying out of the argument, but keeping an eye on the news with his PDA for any more sightings of R.E.P.

The phone rang, startling them all. "I'll get it," Jazz called as she ran out of the room and down the hall. She came back two minutes later. "That was Mom and Dad. They're finally on their way home. They haven't seen Phantom since they chased him away from Valerie's apartment complex."

Danny winced guiltily. "That would have been me. What took them so long?"

"Apparently they waited around awhile to make sure Phantom wasn't coming back. And they needed to check to make sure Mr. Gray wasn't being overshadowed before they brought him back here…" Jazz trailed off, a pained expression on her face. She had some experience with her Dad suspecting she was a ghost.

Danny was about to make a witty joke at Jazz's expense, when Tucker interrupted, gesturing at the computer monitor, "The phone must have woken Valerie up." Valerie could be seen stirring in her bed, looking around sleepily.

"Someone should probably go see how she is," Jazz said, looking pointedly at Danny.

Danny sighed, "Alright. Keep working on a plan." He started out the door. "And nothing that involves Valerie as bait!" he called back over his shoulder.

* * *

"Do you think Danny will be ok?" Jazz asked worriedly after Danny had left the room.

"Yeah, he'll be ok. He always is," Sam replied.

"But, this other Phantom. Does it sound like from what Clockwork said that he's a ghost? A FULL ghost?"

Sam's shoulders sagged. "Yeah, and one who'd obsessed with killing Valerie."

"But he likes her. Why would he do that?" the clueless Tucker interrupted.

"Most likely - revenge," Jazz answered. Sam nodded agreement, her face pale.

* * *

Danny wished he could talk to Valerie as Phantom. Not that the conversation would be easier that way, but it would be more direct. He would be able to tell her everything he knew without having to try to explain how he knew it or blowing his secret identity. But that just wasn't going to happen with the Anti-Ghost Defenses on in the house.

"Hey, Valerie," Danny smiled timidly as he walked into the bedroom.

"Danny," Valerie greeted him, propping herself up on some pillows.

"Are you still doing ok?"

"Yeah, I'm… ok. I wanted to talk to you because I know this whole thing must be so freaky for you. I'm sorry I never told you. I never wanted you to be in danger because of what I do…"

Danny ran his hand through his hair nervously. "I understand, Val. Really, I do. And I want to help."

Valerie gave Danny a wry smile. "You're too nice a guy. You know that, right?"

Danny's eyes were sad for some reason Valerie didn't understand. "Not always. Not enough," he mumbled softly.

"Danny, what's wrong?"

He absently rubbed the back of his neck as he looked down at the floor. "So, what do you think of this two Phantoms thing anyway?" he changed the subject.

Valerie shuffled a bit on the bed, rearranging the blanket. "You've always been one of the people who thinks Phantom's a hero, haven't you?"

"Well, yeah."

"I'm not, obviously. That spook ruined my life," she said, without the anger Danny was expecting. "But some things lately had made me think maybe he's not that bad after all."

Danny looked up at her, his expression unreadable. "Really?"

She frowned. "Yeah, but then this happens. I know there were two of them – I saw it with my own eyes and Tucker and half the school saw it too – but… it was still him. I know it was him. Ghosts can duplicate, made copies of themselves, did you know that?"

Danny nodded, "Yeah."

"So I'm thinking maybe that's what this is. Maybe Phantom made a duplicate of himself and either he can't control it now or it's some kind of trick or trap for me or… I don't know, but I can't think of another good explanation."

"Jazz had a theory something like that too." Danny gave an ironic, sad smile. "It's almost right, too. It's him, but not him… I… He…" Danny struggled for words.

Suddenly a wailing sound vibrated throughout the house, shaking it. Danny staggered, then caught himself, his eyes wide in recognition. Valerie clutched the blankets in surprise and confusion. The sound lasted only a couple of seconds then stopped. Danny ran to the window, throwing it open, and looked out.

Just beyond the ghost shield surrounding the house floated Phantom, even with Danny's second story window. He grinned at Danny, "I thought that would get your attention."

"It's him!" Valerie shouted, struggling to get up from the bed.

"Send Val out to me now or I will take this whole place down," Phantom called casually, his red eyes glowing dully. "You know this ghost shield can't hold up against me for long."

Danny ducked back inside the window and turned to Valerie. "Stay in bed. You're still too hurt." Danny was surprised to see that Jazz, Tucker, and Sam had already run into the room. He didn't waste any time explaining, he just said, "Sam and Tuck, stay with Valerie and make sure she doesn't go anywhere." Valerie tried to protest, but Danny was already out of the room calling, "Jazz, come with me up to the Emergency Ops Center."

They ran down the hall to their parents' bedroom, and from there activated the secret elevator to the Ops Center. As they were lifted upward, Jazz asked Danny, "So, what's the plan little brother?"

Danny shook his head. "I don't know. We've found him. I guess now I fight him again."

"Can he really take down the ghost shield?"

Danny nodded once. "Probably," he said grimly, remembering his other future evil self, Dan, taking down the shield with his ghostly wail in his alternative future.

Jazz gulped and changed the subject as they stepped off the lift into the Ops Center. "I assumed you just needed an excuse to get away from Valerie so you could go fight. Why did you want me to come up here with you?"

"Because someone does need to be up here manning the weapons. If you get a chance to blast the other me, take it. Even if I'm in the way or might get hit too. Do whatever you have to to take him down."

"Danny! I can't…" Jazz was interrupted by a new bout of wailing that filled the house, shaking it violently. Danny staggered over to a window. He threw it open and immediately jumped out, bright white rings surrounding him as he changed.

A control panel across the room suddenly sparked and a plume of acrid black smoke rose from it. With a whine of protest that couldn't be heard above the wail, the ghost shield faded out of existence.


	9. Chapter 9

**Thank you, thank you again for the reviews!**

**Zanza Flux - Yes, messy. Very messy. :)**

**Kurimaster13 - Thanks for mentioning Danny Phantom coming back! I hadn't heard that before, so I've looked it up now.**

**This chapter is short, but the next one should be up very soon.**

* * *

The GAV turned the corner down the block just in time for Jack and Maddie to see the ghost shield fail. A second later they saw the green-eyed Danny Phantom slam full force into his red-eyed doppelganger, knocking the breath out of him and ending his ghostly wail. His momentum carried them into the brick wall of the building across the street with a thud. Phantom retaliated with a blast of green energy that sent Danny hurtling off of him.

Up in the Ops Center, Jazz struggled to line up a shot with an ecto-cannon that would hit one Phantom without hitting the other – and make sure she got the right one. The speed at which they were moving and their being nearly identical were making it extremely difficult to tell the two apart. Jazz kept second-guessing herself. Her attention was momentarily diverted by a screech of tires, as the GAV slid to a stop in front of Fenton Works. By the time she looked back up, she had lost sight of the Phantoms.

The two ghost hunters threw open the doors of the GAV and jumped out, weapons at the ready. They assessed the situation quickly. The battle was already moving high into the sky, beyond the range of their blasters. Jack turned to Maddie, "Get Damon inside and go check on the kids. I'm going to see if I can get the ghost shield back up." Maddie nodded curtly and opened the rear door of the GAV to help Valerie's father out.

* * *

The red-eyed Phantom did not seem to be significantly weakened by the use of his ghostly wail, much to Danny's dismay. They were far too evenly matched. The fight quickly took them several blocks away from Fenton Works – Danny trying to lead his evil twin away from his family and Valerie – until they were over the park.

Danny 's only hope of beating this other Phantom was the Fenton Thermos he had grabbed at the last minute. Darting through the sky, he unhooked it from his belt and started to remove the lid, when an beam of green energy knocked it from his hands. "Uh, uh," his doppelganger taunted him. Danny lost sight of the thermos as it fell to the ground through the thick tree branches.

Distracted by the loss of the thermos, Danny caught an ecto-blast to the chest, stunning him for a moment. As he tried to recover he shouted desperately, "Why are you doing this?"

Phantom paused in midair. "Why? Why are you protecting someone who is constantly hunting you, trying to destroy you?" Phantom lobbed another blast at Danny which he barely managed to dodge.

"She just doesn't understand. It's not her fault…" Danny took off, weaving through the tree tops, panting shallowly with pain. "Besides, we have an understanding now. I think," he said to himself.

"It won't last," Phantom spat with malice, suddenly materializing right in front of Danny, bringing him to a halt. "One toe out of line, one imagined mistake, and she'll be right back to hunting you. Worse than ever." Phantom raised one glowing hand slowly, letting the power build. "And you won't even see it coming. You trust too easily. You don't know Valerie the way I do."

"She's my friend, that's all I need to know!" Danny protested. Phantom launched the ball of ectoplasm with lightning speed. Danny reacted with equally fast reflexes, creating a glowing green shield to block it. However, the huge ball of energy was too strong, blasting through the shield and into Danny, who went tumbling through the air.

The red-eyed Phantom laughed bitterly. "She's Danny's friend, not yours Phantom," he hissed, his eyes narrowed.

"There's nothing she could have done to deserve this!" Danny managed to stop his fall and whipped around, putting everything he had left into a massive wave of white-green ectoplasmic destruction, disintegrating tree branches along its path to Phantom.

Phantom managed to disappear just before the wave hit him. He reappeared directly behind Danny. "Even if she kills you?"

"What?" Danny's eyes went wide in surprise. Before Danny could turn, Phantom blasted him square in the back, sending him plummeting to the ground. Phantom raced after him, shooting ecto-blast after blast at Danny as he went, until Danny lay limp on the grass, barely conscious. Another blast hit and white rings formed involuntarily around Danny's body, returning him to his human form as they travelled over him.

The blasts stopped. Danny forced his now blue eyes back open. Phantom stood directly over him, a massive ball of green energy forming around his hands. As Danny weakly reached out to try to push himself out of the way, his hand hit something metal lying in the grass next to him. He grasped it desperately.

Phantom smiled bleakly down at Danny, "Why protect the person who's going to kill you, Danny Fenton?"


	10. Chapter 10

**Not quite as quick as I'd hoped, but still the same weekend. If you haven't read this in more than 2 days, go back and be sure you've read the previous chapter before going on to this. Again, thank you for the reviews and keep them coming!**

* * *

Jazz paced the floor of the Ops Center restlessly, worrying about Danny. The ghost shield hummed quietly in the background. Her father had gotten it back up and even declared it "more powerful than ever." Damon Gray had somehow helped amp up the power.

Team Phantom had managed to put off questions about where Danny was for the moment, not that her Mom and Dad had stuck around long anyway. They were determined to go out and hunt down Phantom –either one. Jazz offered to go and help, just in case, and so did Sam and Tucker when that failed, but all that had earned them was a lecture from her mother.

"Hunting Phantom is not a job for teenagers," Maddie said seriously. "What Valerie has been doing is extremely risky. She's lucky she hasn't been killed. I want you all to keep that in mind." Her eyes softened as she turned to Jazz. "Jasmine, I know your father and I have been trying to get you interested in ghost hunting with us, but not like this. This situation is too dangerous. Let Jack and I handle this ghost." It had taken all of Jazz's willpower not to roll her eyes at her mother.

Damon had given a similar rant to Valerie, unsuccessfully trying to elicit a promise from her to stop ghost hunting and leave it to the "professionals". Fifteen minutes later he had stormed out with an exasperated sigh and let Jack lead him down into the basement to get his opinion on why he couldn't get his latest invention, the Fenton Ghost Extinguisher, to work.

Maddie and Jack got an anonymous tip soon after about a Phantom sighting near Casper High and took off immediately. Damon stayed brooding in the basement, looking over Jack's invention. Jazz would have gone down and tried to talk to him about Valerie, but she was too preoccupied fretting about Danny.

* * *

Jazz thought she was going to wear a hole in the metal floor before she finally spotted Danny staggering up the sidewalk. She couldn't quite see what was wrong with him from where she was, just that his dark head was down and his steps were uneven. Danny walked to the edge of the ghost shield, but when he tried to go through it Jazz saw a green electric charge shoot through him and he collapsed to the ground.

"Danny!" Jazz called futilely. Turning to the control panel next to her, she quickly turned off the ghost shield then launched herself down the elevator to the main part of the house.

Sam's voice suddenly blared in Jazz's ear, tight with worry, "What's going on? The ghost shield is down again."

Jazz touched her Fenton Phone to respond, but didn't slow down. "Danny's back. He's hurt and he couldn't get through the shield now that Dad did whatever to it! I'm going to go get him, you stay with Valerie to make sure the other Phantom doesn't attack."

Sam started to argue that she should go too, but Tucker's voice cut her off, "Got it, Jazz. We'll watch Val." Jazz thought she might have heard a smack before the phone hung up.

Jazz's heart almost stopped when she got a clear view of Danny's still form lying on the sidewalk in front of Fenton Works. His normally white shirt was singed and stained a mixture of the distinctive green of ectoplasm and red of blood. His black hair was matted to his head, and one of his shoes was missing. His arms were tightly wrapped to his chest, protecting something Jazz couldn't see.

She fell to her knees next to him. "Danny!" Danny stirred slightly at the sound of his name. Jazz bent down over him, and his glazed eyes opened to stare up at her dazedly. "Danny! What happened?!"

"Got him," Danny said hoarsely as he loosened his arms to reveal the metal thermos he had been clinging to. He coughed roughly and tried to sit up. "Can't get through the ghost shield for some reason though."

Jazz helped Danny to a sitting position and shook her head. "Dad and Mr. Gray did something to it when they got it back up. Super-charged it I think."

Danny groaned in pain. "Great…"

Jazz flung an arm around Danny to support him. "Come on, let's get you inside and clean you up." Danny nodded and stood shakily. Jazz took a moment to touch the Fenton Phone still at her ear and say, "I've got Danny. We're coming in."

* * *

A few minutes later, a battered Danny pushed open the door to the Fenton's guest room, now dressed in a clean set of clothes and without the thermos or shoes.

"Danny!" Sam jumped up from her position by the window and ran to Danny, pulling him into a tight hug. Danny tried to hide his wince, letting himself be hugged as his face turned slowly crimson.

"Ahem," Tucker coughed after a minute. Sam blushed too as she quickly let go of Danny and glanced back at a bemused Tucker. Then she spotted Valerie's confused expression.

"I just…um… Danny…."

Tucker intervened smoothly, "Danny got a little banged up earlier when R.E.P. attacked. He's been recovering downstairs, but Sam was wor-ried about him." Tucker drew out the word "worried" with raised eyebrows and an insinuating smile.

Sam gave Tucker a death glare, but her cheeks once again turned pink. Tucker shrugged, ignoring Sam. "We didn't want you to worry too, since, see – he's fine."

Valerie didn't look entirely convinced.

Sam recovered her composure and took Danny's hand, starting to pull him out the door. "Come on Danny, let me double check to make sure you're ok. You should probably still be resting in your room anyway," she said a little too stiffly. As she passed through the door she mouthed, "What happened?", so that only Danny could see.

Danny didn't follow Sam out of the room though. Instead he stood his ground and gently pulled his hand out of hers. "Sorry, Sam. There's something I need to do first." Sam stepped reluctantly back into the room and looked questioningly at Danny.

Danny turned to Sam and Tucker, his eyes downcast and his face serious. "Guys, can I talk to Valerie alone for a second?"

Tucker and Sam glanced apprehensively at each other. Sam started to say something but Tucker shook his head slightly. Sam frowned. "Sure," she finally said sullenly.

"We'll go make some sandwiches and bring them up in a few," Tucker offered, trying to diffuse the tension.

Danny gave a tight smile. "Sounds good." As they walked past him, Tucker whispered to Danny, "Glad to see you're ok, man." The pair left the room, with one last hurt and uncertain glance back from Sam.

* * *

Danny waited a few seconds to make sure they had gone down the stairs. "Val…" Danny breathed as he turned back around and stepped up to the bed. He looked up at her and Valerie's breath caught in her throat as she saw his glowing red eyes.

A bolt of green ectoplasmic energy caught her off guard and threw her from the bed. She landed painfully on the floor against the far wall, her head hitting with a dull thud.

Danny moved quickly to stand over her, another ball of crackling green energy ready in his hand. Valerie lay stunned, unfocused eyes staring up at him. A determined grimace was set upon his face as he raised the glowing hand to aim at Valerie's head.

Then suddenly his expression twisted in anguish, full of conflict, and Danny staggered back a step, lowering his hand. He held his head, shaking it back and forth. With a scream of "No!", the red-eyed Phantom was expelled from Danny's body.

Danny and Phantom stared each other down for a moment, each waiting to see what the other would do. Then Phantom smirked and, charging a fist with ectoplasm again, started to turn back to Valerie.

A flash of white light in the corner of his vision gave him pause, as he was suddenly tackled by a furious green-eyed Danny Phantom.

The doppelganger managed to throw Danny off, and with a calculating look back at a dazed Valerie, he phased through the ceiling and out of Fenton Works, Danny pursuing him.

* * *

Pain coursed through every limb of Valerie's body as she was slammed to the floor, the front of her shirt singed with ectoplasm. Her vision wobbled and faded in and out as she lay there dazed from the pain and the new blow to her head. But she saw Danny – her Danny, but not her Danny, with glowing red eyes that looked so WRONG on him and a ball of ectoplasm in his hand – poised to kill her. Glaring down at her.

Then Danny's expression changed and he stepped back. Her breathing hitched as she recognized the conflict she saw on his face as someone fighting being overshadowed. Suddenly, Phantom was there and Danny was back to his blue-eyed self. No, not quite himself. There was a look in his eyes she had never seen before – of anger, determination, and most of all, confidence. As they were distracted by each other, Valerie tried to will her armor to her but the effort made her head swim more. She was helpless.

A bright flash brought Valerie round to herself again, and when she could finally focus, she saw Danny Phantom there with his green eyes glowing menacingly after the departing form of his doppelganger. And then he was gone too.

Silence for a second, then she called, "Danny?" There was no answer. _"Was he hurt?"_ she thought. She forced herself up into a sitting position against the wall so she could look around the room. "Danny?" He wasn't there.

Valerie groaned and slumped back down, starting at the ceiling where the two Phantoms had left, wondering if Danny was ok and trying to remember where she'd seen that flash of light before.


	11. Chapter 11

**My apologies on this chapter taking so long to get out. Lots of things getting in the way, both good (going to DragonCon!) and bad (getting sick for 2 weeks after). This sort-of filler chapter was also the hardest for me to write for some reason. But, enough excuses. Thanks to my most recent followers - getting more follows/favorites/reviews out of the blue give me a reminder and motivation to keep going!**

* * *

Tucker led the way down the stairs with Sam following slowly, looking back every other step, wondering what Danny could need to talk to Valerie alone about. Tucker got to the bottom and waited for her. "You don't think he's gonna tell her…?" he asked, apparently wondering the same thing.

Sam's face tightened for a moment, then relaxed into a grimace. "No. He won't. This whole thing has him in such a dark place again… but no," she sighed.

Tucker attempted a smile. "Well, at least if he did, Valerie's too incapacitated at the moment to be able to really hurt him."

Sam bit her lip hard to hold back the tears starting to form in her eyes. "Shooting him is the least she could do to him." She stepped past Tucker. "Although we don't even know… Maybe Valerie finding out is what leads to… all this."

Tucker's face became uncharacteristically serious as he put a hand on Sam's shoulder. "It will be ok, Sam." She nodded resolutely as they stepped into the kitchen.

Tucker glanced idly out the window as he went to the refrigerator. "I wonder why the ghost shield is still down. Shouldn't Jazz have turned it back on by now?"

Sam looked too to confirm the shield was down. As she turned back to Tucker, the Fenton Thermos sitting in the middle of the table caught her attention. "Did he get him?"

Tucker grabbed the thermos and examined it quickly. "No, it's empty."

Sam frowned suspiciously, then activated her Fenton Phone. "Jazz? Jazz, are you there?" There was no response. Both of their eyes got big as they stared at each other for a moment. "He couldn't be…" Sam started to say, then there was a crash from the floor above.

Sam and Tucker turned and sprinted through the living room and back up the stairs.

Running into the guest room, Sam went to Valerie's side, while Tucker froze in the doorway uncertainly. Sam checked Valerie quickly and looked up, "She's alive." Her eyes went wide in panic. "Find Jazz!"

Tucker nodded tersely. "On it. I can probably trace her Fenton Phone if she still has it." He consulted his PDA and dashed out of the room.

Sam turned back to Valerie. "Valerie, are you ok? Valerie?" She shook her shoulder very gently, eliciting a groan from Valerie. "Valerie, what happened?" she asked, although Sam had her suspicions already.

Valerie put one hand to her head, trying to stop the room from spinning around her. "Phantom," she croaked weakly. "He overshadowed Danny." Valerie's eyes shot open again. "Where is Danny? Is he ok?"

Sam's lips pursed as she considered several excuses, but there were too many unknowns. Her shoulders sagged. "I don't know where he is. Jazz either. Tucker's gone to look for them."

Valerie tried to sit up again, breathing shallowly, and Sam reach out to help her. "What about my Dad?" she asked, grasping Sam's arm.

"Don't know yet. Sorry. We came straight here when we heard the noise."

"Go check on him," Valerie asked. Seeing the hesitation on Sam's face, she added, "Please. I'll be ok. Just make sure nothing's happened to him."

Sam stood with a sigh and handed Valerie a Fenton Wrist Ray and her Fenton Phone. "If I'm not back in 5 minutes, call Tucker. If he doesn't answer, call Mr. and Mrs. Fenton." Valerie nodded, immediately regretting the action and clutching her head again.

* * *

Tucker followed the blinking dot on his PDA, but it didn't take him far – just down the hall to Jazz's bedroom. Dreading what he might find, he was surprised when he opened the door to see Jazz lying in her bed on top of the covers, her head resting on a pillow. He almost would have thought she was just taking a nap, except that her pose was too unnatural somehow.

"Jazz," he called, jogging to her side. "Jazz?"

Her eyelids flickered open and she looked up at Tucker in confusion. "What are you doing in my bedroom?" she slurred drowsily.

"Are you ok? What do you remember? Did R.E.P. hurt you?" Tucker blurted out.

Jazz bolted up, shock on her face. "Danny!" She turned to Tucker. "You have to stop him!"

Tucker cut her off. "He's gone already. He attacked Valerie again, but she'll be ok. What happened to you?"

Jazz tried to calm her breathing. "I helped Danny in. He said he had caught the other Phantom in his thermos. But when we got into the kitchen I noticed the light on the thermos still indicated it was empty…" Jazz's voice became a little shaky. "When I turned back to him he grabbed my head… it felt like electricity shooting through me… Then I must have passed out." She paused, remembering the pain. "Where's Danny?" she finally asked.

"I don't know." Tucker sighed.

* * *

Sam cautiously started back down the stairs, Wrist Ray at the ready. Everything seemed unnaturally quiet. She reached the basement door without incident and slowly pushed it open.

"Mr. Gray?" she called. There was no answer. As she proceeded down the steps she smelled acrid smoke, causing her to speed up. At the bottom, she immediately saw Mr. Gray crumpled on the floor, unconscious but breathing steadily. She also saw the lab controls for the Ghost Shield and Defenses smashed and fried.

* * *

Tucker and Jazz stared in dismay at the smoking ruins of the Ghost Defense controls in the Emergency Ops Center. "He sure works fast, doesn't he?" Tucker said lamely.

Jazz radioed back to Sam, who now had her Fenton Phone again, "The controls up here have been destroyed too. There's not going to be any getting the Ghost Shield back up for quite awhile."

"Mr. Gray says he'll take a look at it once he's recovered a little more."

"Ok. At least R.E.P. didn't get the Emergency Button in the living room. We can still activate the other defenses if we really need them."

Tucker did a silent cheer behind Jazz as she used the phrase "R.E.P." "I knew it would catch on," he whispered to himself.

"Maybe it's time to call Mr. and Mrs. Fenton back home," Sam suggested reluctantly.

"I already tried," Jazz admitted with a worried frown. "They're not answering."

Tucker and Jazz turned to leave the Ops Center. "Ahh!" Jazz suddenly screamed. A ghostly figure in white and black had just phased through the ceiling. Tucker fumbled his PDA trying to aim his Wrist Rays and it skidded across the floor.

"Chill out, it's just me!" Danny said, landing on the floor in front of them, hands held out placatingly.

Jazz and Tucker stood tensely and looked Danny over. He was still looking pretty beat up, but no worse than Jazz had seen him last.

"How do we know it's really you? That you're not still being overshadowed?" Tucker asked, putting on a brave face.

Danny pointed a finger toward his face. "Green eyes. Besides, I don't think I can be overshadowed in ghost form…"

Tucker and Jazz glanced at each other, then Jazz shook her head. "Not good enough," she said.

"What if we ask him something only Danny would know the answer to?" Tucker suggested.

Jazz sighed. "That won't work. If he's Danny's future self he'll know anything Danny would know."

Danny looked at them blankly. "Then what can I do to prove I'm me?"

Jazz bit her lip, thinking. "Ok, I've got it. Don't move a muscle," she said, as she started sidling towards a metal locker located along one wall, never taking her eyes off Danny.

As she opened the cabinet, revealing the array of ecto-weapons inside, Danny twitched nervously. "Jazz, what are you going to do?" Jazz pulled a large, round-barreled gun from the locker and aimed it toward Danny with a determined look on her face. Danny's put his hands in the air, "Whoa, Jazz, it's really me, really!"

Tucker glanced briefly in her direction with large eyes, then quickly refocused on Danny. "Jazz, let's not doing something you're going to regret," Tucker said.

Jazz ignored Tucker, keeping all of her attention on Danny. "Turn human."

"What?"

"Turn back into your human form, now," she demanded.

White rings swept over Danny, transforming him, as he squinted in confusion at the weapon in her hands. "Wait, is that the…" The moment he was completely human again, Jazz pulled the trigger, shooting out a jet of green foam that covered Danny from head to toe. "…Fenton Foamer?" Danny groaned and wiped a handful of green suds off his face.

Jazz and Tucker froze for a moment, then when nothing else happened, Jazz dropped the gun and ran to sweep Danny up in a messy hug. "Oh Danny! You're ok!"

"Are you sure he's just him?" Tucker called from where he hadn't yet moved.

"Yes! If he had been overshadowed the foam should have expelled the ghost."

"Should have? You don't know for sure?"

Jazz finally let Danny go, mussing his hair one last time. "No, but neither would he and he just stood there and let me shoot him."

Danny grinned half-heartedly as Tucker finally lowered his weapons and went to retrieve his PDA. "Next time, let's just come up with a code-word or something," Danny suggested, throwing a handful of the green foam at Jazz.

"Danny!" Jazz shrieked.

"Yep, that's him alright," Tucker commented, laughing. He quickly became serious again though. "Dude, let's go to your room so you can get cleaned up. I'll have Sam meet us there. Then you can tell us all what happened."


	12. Chapter 12

**Ok, this chapter may be a little rough, but I really wanted to get it out there! Once the story is finished I'll probably come back and do edits on the whole thing, but for now... on with the good stuff (hopefully!).**

* * *

Jazz looked in on Valerie and her dad again on their way to Danny's room. Mr. Gray had nodded off in a chair next to the bed Valerie was lying in. Valerie's eyes were also closed, but the tenseness of her face indicated she was not actually asleep.

"How is she?" Danny asked quietly as Jazz carefully closed the door again.

"Sleeping," Jazz lied. Danny didn't need any more guilt right now.

Sam and Tucker looked up expectantly as they entered. "He got away," Danny said, not waiting for them to ask the question.

"But, what happened before? When you chased him out after he took down the Ghost Shield with his wail?" Tucker asked.

Danny's face became drawn. "He beat me. We were fighting over the park and…" Danny hesitated, not really wanting to admit the rest. "He beat me until I transformed back, then he overshadowed me."

Sam nodded sympathetically. "He must have needed a way in past the Ghost Shield. That answers the question of whether or not he's a full ghost. He must be if he couldn't just turn human himself and walk through it."

Danny's expression became even more downcast. It didn't escape Jazz's notice. "Danny, what is it? What did you find out?" She held her breath, suspecting the answer even before he said it.

Sam came and put a hand reassuringly on his shoulder. Danny didn't look up. "He said… he said Valerie had killed him…. Will kill his human half. Me," Danny said quietly. "That's why he's after her."

"He came back from the future to stop her before she could do it?" Tucker asked.

"I don't know. Maybe that. Maybe just revenge. I don't know."

"I'm sorry, little brother," Jazz said. "But, why would Valerie do something like that?"

"Because she's evil," Sam spat.

"She's not!" Danny defended. "He said it was another misunderstanding – she thought he had done something. I didn't really get any details."

"Wow, that's a real bummer," Tucker commiserated, his face pale.

Danny straightened up resolutely. "We still have to stop him."

"But how? Most of the ghost defenses are shot to heck and the Ghost Shield is toast," Sam said, shaking her head.

"I also have other bad news," Jazz said hesitantly. Danny tensed. "Mom and Dad aren't answering their phones. We don't know what's happened to them. Last we knew they had gone to the school, before you – the overshadowed you – came back here the first time."

There was silence for a moment, then Tucker said lightly, "Maybe they just got stuck in one of their own nets again. Happens all the time."

"Maybe," Danny said, unconvinced. "Either way, I should go out and find them before he does something to them."

"No," Sam interjected. "I don't think you should." Everyone looked askance at Sam. "We need to stop chasing after him and bring him to us. It's the only way for us to get the advantage."

"But my parents…" Danny started.

"I don't think he'll hurt them," Sam quickly stated.

Danny and Tucker looked confused, although Jazz was starting to catch on. Tucker asked, "Why not? We've been lucky so far, but he sure hasn't hesitated to hurt anyone yet."

"No. You're wrong. It wasn't luck. That we weren't killed, I mean," Sam explained. "Danny's mom's talk got me to thinking. That other Phantom could have killed me easily at the school, but he didn't. All I got was knocked out and a headache from hitting my head on the concrete. Jazz – you too – he could have killed you, but he didn't. He just stunned you. I don't think he really wants to hurt any of us. Well, except for Valerie," she amended.

Danny stared at Sam in disbelief, and gestured at his injuries. Sam considered Danny for a moment. "You don't count. You are him. It's not the same." She shrugged. "He can't kill you anyway or he'd kill himself."

Tucker pushed his glasses up. "So, maybe he he's not completely evil after all?"

"Well, he does still want to kill Valerie, so I guess that's bad." Sam admitted reluctantly. "But I don't think he will actually hurt your parents, Danny."

Danny hesitated before nodding agreement. It made sense. "Then, we need a plan."

"Still," Tucker added.

Danny gave an exasperated sigh. "Yes, still."

"One where Valerie isn't bait," Tucker dutifully recited.

Danny sighed again. "Well, maybe…"

Sam's eyebrows rose. "Maybe?"

"Maybe it's time to consider it. You're right, Sam. As much as I don't want to, we have to fight this guy on our terms or we'll never beat him. I can't do it alone. And Valerie may be our best chance of luring him out."

Sam tried to hide her glee. "Ok, but we still need a plan of how to do it."

"Right, but first we need to get Val in on the planning too."

The other three started to protest all at once but Danny cut them off. "I won't have her going into this blind. She needs to know what exactly we are going up against. She needs to know the whole story."

"Danny, you don't mean…" Jazz said, trailing off.

Danny nodded. "Everything."

Sam moved to block Danny's way. "No, Danny! I won't let you! We don't know how she'll react. Maybe telling her is the reason she kills you in the future."

Danny looked at Sam with sad eyes. "No, I don't think so." He placed a hand in hers. "Sam, I have to do this."

* * *

Valerie was lying in the bed, unable to rest from both the pain and worry. She had heard the door open, but didn't bother looking to see who it was. When it closed again, she heard quiet voices in the hallway moving past. Jazz's voice and… Danny's? Danny was back! Why hadn't anyone told her they had found him? Did they think she'd be too upset because he had attacked her before? She knew he had been overshadowed. She didn't blame Danny for any of this.

Valerie wanted to get up and see if Danny was ok and find out what was going on. But for some reason, she wasn't able to move. Her mind wanted to go, but her subconscious was telling her no. She became shaky and clammy, and her breathing sped up until she was almost hyperventilating.

Finally giving in, she just shifted position and pulled the blankets up around her. She tried to calm her racing mind and puzzle out her reaction. Was she afraid of Danny now after all?

There was a snort from next to her as her dad was startled awake by the noise of her movement. "Are you ok, sweetie?" he asked, stretching his neck out from the awkward position it had been in.

"I'm fine, Daddy," she said reflexively. She needed some time to herself to sort things out. "Um, maybe I could use something to eat. Do you think there's any more soup?"

He frowned at her, sensing the lie, but unable to pin it down he gave in. "I'll see what I can find." He tucked the blankets back in around her and stepped out, closing the door behind him.

Valerie lay in the bed, trying unsuccessfully to sort through the jumble of her thoughts. What did it all mean? What was really going on? She couldn't think clearly, probably at least in part due to her concussion.

Valerie jumped when the door opened again only a minute later, and wasn't relieved at all when she saw that it was Danny. She couldn't untense her body or slow her heartbeat.

Danny smiled uncertainly as he entered, and seeing her reaction said, "I'm really just me this time. I promise."

She wanted to ask how he was, but instead all she got out was, "How do I know for sure?"

"He's about to do something stupid. Of course it's really him," Sam said sardonically from the doorway.

"We'll vouch for him," Jazz added, also entering the room, Tucker right behind her. "And, we'll stay in here this time."

"To make sure you don't do anything to him," Sam whispered under her breath.

Valerie propped herself up into a sitting position. The tense stares of the others were starting to get to her, making her even more anxious than she had been. "Well, what is it?"

Danny took a couple of steps closer to the bed, but stopped while still a few feet away. He took a deep breath. "Valerie, I'm sorry about earlier. That I wasn't able to shake him off sooner. He was a lot stronger than I would have expected."

Valerie's heartbeat finally slowed a bit as her expression softened. "Danny, no. It's not your fault. Phantom is so powerful – I'm just glad you were able to break out of his overshadowing before he killed me. But, I do have to wonder how he got in through the Ghost Shield and to you in the first place."

Danny closed his eyes tightly for a moment as if in pain. He opened them again, but remained staring at the floor. "Well, that's kind of the thing. I wanted to explain about that. About everything that's been going on actually. I think you should know the whole story."

"Oh…kay…" Valerie said slowly. "I know you guys have been holding out on me – you know who this fake Phantom is, right? So, what's the story?" And why was she suddenly unsure she wanted to know?

Danny took another deep breath while the others looked on apprehensively. "He's from the future. He is the actual Phantom, not a fake, but from our future."

"That's possible?"

"Yeah. Not easy, but possible."

"And he went to all that trouble because?"

"Because you did something in the future he… wants to stop, or wants revenge for… we're not sure exactly…" Danny rambled.

"Something?" Valerie asked, a twisting feeling starting in her stomach.

Danny spoke so softly, Valerie had to strain to hear the next part. "He said… you killed him. You will kill him. That's why he's after you."

Valerie's mind reeled. "Kill him?" she said aloud. But, ghosts were already dead. Sure, she had wanted to destroy Phantom at one time, but not anymore, and that's not what it sounded like he meant. Plus, if Phantom had been destroyed, he couldn't have come back from the future to be here now. Arg, the whole thing made her head hurt more. You couldn't "kill" a ghost. Humans get killed, ghosts get destroyed…

A memory of Phantom's voice suddenly echoed through Valerie's mind unbidden, "She's not just a ghost, she's also a girl. If he destroys the ghost half, the human half is destroyed along with it." Valerie shook her head. Phantom had been referring to Dani – Dani Phantom. The ghost girl. Who was also a human. But, that was different, right?

That moment was indelibly burned into Valerie's mind: The image of the little dark-haired girl racing toward her in a collapsing building, then the flash of light sweeping over the girl as she became a ghost and turned them both intangible, saving Valerie's life. Dani Phantom was so similar to Danny Phantom, Valerie always knew there had to be a connection, but she wasn't sure what. But if he could be killed too… And that light... That's where she had seen it before! Danny Phantom was also a human! That was the only possible explanation.

"Valerie, are you ok?" Danny asked at her prolonged silence.

Valerie looked up at him, shock on her face. "Oh my god. It's you!"


	13. Chapter 13

**Thank you to all my reviewers! A couple quick comments:**

**shin obin - You'll find I love the clang, clang, clang it makes as it hits the floor.**

**Zanza Flux - Sam doesn't really want Valerie hurt, she's just worried about Danny and tries to hide it this way. **

**I hope you all like this. I'm not sure I really did it justice... but enough waiting.**

* * *

"It's you!"

Danny raised his head to look at Valerie and froze. "What's me?"

Valerie couldn't breathe. She tried to lick her lips, but her mouth had gone completely dry. "You're Phantom," she whispered.

"Uh…" Danny looked around in a panic at the others for help.

Sam finally broke the silence with a grunt of frustration, "Danny, this is what you wanted right?" She nodded toward Valerie. "To tell her the whole story?"

"Um, yeah... yes." Danny shook himself out of his trance. "I just expected a lot more conversation first, a bit more of a lead up…"

"So, it's true. I'm right," Valerie stated, never taking her eyes off Danny.

He turned back to Valerie slowly, but wouldn't quite look directly at her. "Yeah. How did you figure it out?"

Another memory taunted Valerie in the back of her mind: "Who knew Valerie would be so easy to fool?" Well, she had been fooled again, hadn't she?

Valerie groaned. "I should have figured it out ages ago. I mean, after all that stuff with Dani and how much she and Phantom looked alike and even had the same name… and then finding out about Mayor Masters… I should have at least known 'Danny Phantom' was able to turn human too…."

"Wait, you know about Vlad?!"

Valerie nodded tensely. "I went back to check on him after I let Dani and Phantom… uh, you… go, and I saw him change."

Danny was speechless for a moment.

Valerie finally pulled her gaze from Danny long enough to registered the anxious faces arrayed around the room – looking worriedly at her. She swallowed. "They all know, don't they?"

"Yeah," Danny nodded.

"And your parents?" Her brow wrinkled. She continued before Danny could answer. "No, they couldn't possibly, not hunting Phantom the way they do."

Danny shrugged agreement. "Haven't really gotten around to telling them yet…" He still wouldn't meet her eyes. Danny had been expecting anger, yelling, shooting even from Valerie upon finding out his secret, but not this. Danny let out a loud sigh and fidgeted nervously. "You probably want to know how this all happened. Well, it's a long story, but basically…"

"No," Valerie stopped him with a slight shake of her head. "I don't want to know." Valerie was trembling a little. She took a deep breath and said firmly, "Not right now. It's not important right now, right? You can tell me later."

Jazz, noting Valerie's distress, moved toward her. "Valerie, are you ok?" she asked gently.

"No, I don't think I am," Valerie said, sinking back down into the bed. "I need a little time to sort this out."

"Unfortunately, we don't really have time right now, Valerie," Danny said. "We have to come up with a plan and stop this guy."

"You. Stop you," Valerie interjected with a bit of her usual fire.

Danny winced. "Yeah, me."

"From the future," Tucker cut in, uncharacteristically serious for once. "Not the Danny right now. Not this Danny right here. This Danny would never hurt you, or any of us."

Valerie stared at Tucker tensely for a moment, then slowly nodded. "I know," she sighed.

Danny finally looked up at Valerie, a little bit of hope creeping back into his eyes.

"Ok then. Plan time," Sam tried to rouse them back to business. "We think the other Phantom may have Mr. and Mrs. Fenton, but we're not sure."

* * *

The conversation swirled around Valerie, everyone throwing out plans and quickly discarding them, but her mind wasn't really on it. How could she have not known? How could she have been hunting her friend all this time?

"No, no way are we involving Vlad. That's just a bad idea all around," said someone near her. She shook her head in agreement, but was quickly lost in her own thoughts again.

Why didn't Danny tell her before? Why didn't she figure it out earlier? She oddly didn't feel betrayed or angry at him, she felt… responsible. No, that wasn't the right word. Guilty. That was it.

"What about that new invention your parents are working on?" Sam's voice cut through the fog.

"I don't even know what it does," Danny said.

Valerie pulled herself together long enough to answer, "Daddy says Mr. Fenton just kept talking about too many ghosts with flaming hair…" There were some rolled eyes and chuckles and the conversation continued past her once more.

* * *

Valerie was alone in the guest room, plans having been made, and everyone gone to get ready. Valerie was supposed to be resting, but she couldn't. Her thoughts were still a whirlwind, trying to fit all the pieces into place, to come to terms with what she had learned.

She slid open the bedroom window and stood looking out uncertainly into the evening sky. Valerie summoned up what strength she had and concentrated. Instantly her red and black armor materialized around her. She breathed in relief, feeling considerably better, appreciating the way it supported her and gave her extra strength. She'd probably pay for it later, exacerbating her injuries by being up and about, but she had to do it. Besides, there might not even be a later to worry about.

_Danny Fenton was Danny Phantom. Danny Phantom was Danny Fenton._ That's all that kept going through her head, over and over again. That and Danny's voice saying, "You killed him. You will kill him." That was the unbearable part. What would drive her to that? What could have happened?

She had to go and face him, this future Phantom, but her weakened body still protested despite being in her suit. She had to rescue Danny's parents, if indeed they were in danger. She had to stop this once and for all before someone else got hurt. She glanced at the time showing on her wrist display. "It's now or never," she whispered to herself.

She climbed carefully up onto the windowsill, took a deep breath, and stepped off, clicking her heels as she did so. Her jet sled instantly appeared beneath her feet, whisking her off through the air.


End file.
